A5 with everything else she does, the fact that Playwright Jean Kerr would be on TIME'S cover this week became the subject of high-spirited discussion in the Kerr household. Her five sons knew all about her being interviewed, and sitting for her portrait. At this point, fortnight ago, TIME, with Guilt and Anxiety as its cover subject, arrived at the Kerr home. Son Christopher, 15, looked long and admiringly at Edvard Munch's 1893 painting of a skull-headed figure, screaming out its loneliness. He turned to his mother and said: "I like it. They've caught the real you."

THE real cover portrait of Jean Kerr was painted, after seven hours of sittings, by Rene Robert Bouche, whose first TIME cover this is. An artist long familiar in the pages of Vogue, Bouche was described by TIME, on the occasion of his last one-man gallery show in Manhattan in October 1959, as the most fashionable portraitist now active. Bouche himself calls his paintings "loving criticisms."

Bouche, whose manner is as continental as his name, was born in 1905 in Prague. He moved from Paris to Manhattan in 1941, enthusiastically describes New York as "like Paris before the war." Usually Bouche begins with a series of sketches, "tight, clear, classic studies of a nose or an eye, or how the subject folds her hands." Then, after several days of thinking about the subject--planning "the color, the composition, what should be left out and what put in," Bouche paints rapidly. "Painting," he says, "has to be spontaneous, to leap from the guts to the brush. It's like a bullfight. The man has 25 minutes to fight the bull. He can't think during that time, but all his life goes into the preparation."

FLORIDA has jumped from 20th to roth among states in population in the last ten years--a pace that has made it the fastest-growing state in the Union. It grew 79% between 1950 and 1960. Obviously, there is more to the story than sunshine and swimming pools, and it could not be pictured -in the traditional way, with bikini-clad girls beside their cabanas, or the old folks retired to the green park benches of St. Petersburg. So TIME assigned three photographers to tell the story of Florida in the age of Canaveral, frozen orange juice and artificially filled-in waterfront lots. Photographers Ormond Gigli and Jim Langley began shooting in February in the south of Florida, working north "to give the vegetation and populace a chance to thaw out." Tony Linck piloted his own plane to get a bird's-eye view of changing Florida. For a pick of their 3,000 pictures, see color spread in BUSINESS.

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